The Treatment as well as all information disclosed by Copyright Holder to Producer/Investor in connection with the Treatment is confidential information (“Confidential Information”). Confidential Information includes any copies or samples thereof and documents and information generated by Producer/Investor based on or in reference to any Confidential Information (the “Derivative Materials”).

Producer/Investor shall protect confidentiality of the Confidential Information at all times and limit its disclosure only to Producer/Investor’s employees who have a strict need to know and are bound by confidentiality obligations in writing. Producer/Investor shall remain liable at all times for any breach of confidentiality by its employees. Producer/Investor agrees that the Confidential Information remains Copyright Holder’s property at all times and shall use the Confidential Information only for evaluating and determining whether to develop the Treatment into Project (the “Purpose”). Producer/Investor shall also comply with the confidentiality obligations required on the KoBiz Website. Producer/Investor’s confidentiality obligations under this Article 2 shall survive the termination or expiration of this Agreement.

Within six (6) months of executing this Agreement, Producer/Investor shall determine at its sole costs and discretion and notify Copyright Holder in writing whether or not Producer/Investor will further develop the Treatment into the Project; provided, however, that, in doing so, Producer/Investor shall not directly or indirectly disclose any Confidential Information to any third party without the prior written consent of Copyright Holder. If Producer/Investor determines to proceed with the Project, Producer/Investor and Copyright Holder will negotiate the terms and conditions of the Project, including compensation for Copyright Holder. Producer/Investor agrees that commencing such negotiations does not guarantee Copyright Holder would select Producer/Investor to for the Project or agree to Producer/Investor’s terms of the Project.

If Producer/Investor notifies Copyright Holder it will not further develop the Treatment into the Project, Producer/Investor shall return to Copyright Holder within ten (10) days of such notice any and all Confidential Information and permitted copies thereof, and delete or purge the Confidential Information and its copies stored in any device, media or platform.

Copyright Holder hereby expressly warrants that Copyright Holder has the full right and authority to disclose the Confidential Information to Producer/Investor.

Nothing in this Agreement shall be deemed a sale or offer for sale of the Treatment by Copyright Holder to Producer/Investor, and nothing contained herein shall in any way obligate Copyright Holder to grant to Producer/Investor a license or any other rights, directly or by implication, estoppel or otherwise, in or to the Confidential Information.

This Agreement shall be governed by the laws of the Republic of Korea without regard to its conflict of laws rules.

Any dispute arising out of or in connection with this Agreement, including any question regarding its validity, interpretation or termination, shall be referred to and finally resolved by arbitration to be conducted by the Korean Commercial Arbitration Board (“KCAB”) in Seoul in accordance with the KCAB International Arbitration Rules and the Arbitration Act then in force. The arbitration tribunal shall consist of one (1) arbitrator and the language of the arbitration shall be English.

Producer/Investor may not assign this Agreement or any of its rights or obligations hereunder to any third party without prior written approval Copyright Holder.

This Agreement represents the entire agreement between the parties hereto relating to the subject matter hereof and supersedes any prior agreements and communication. It may be amended or varied only by an expressly written instrument signed by duly authorized representatives of both parties.

Any waiver of any term, provision or condition hereof shall not be deemed as a waiver of any other term, condition or provision hereof, nor of any subsequent breach of the same term, condition or provision. Should any provision of this Agreement be declared void or ineffective by the competent courts, such declaration will not affect the validity of any other provision of this Agreement.

This Agreement is executed effectively when Producer/Investor indicates its acceptance of the above terms by clicking the box “I Agree” below.